Compliance News

published on 31 July 2023 | Reading time approx. 4 minutes

Company Law Updates

1. Amendment in the statutory form for removal of a company’s name from register of companies

The Ministry of Corporate Affairs (MCA) vide notification (G.S.R. 298 (E) dated 17 April 2023 has amended the formats of the statutory forms STK-2, 6 & 7 for striking off or removal of name of the company from register of companies.

Through this amendment, the MCA has introduced a new centralized Department named Registrar, Centre for Processing Accelerated Corporate Exit (C-PACE) for strike off of companies who will exercise the functional jurisdiction of processing and disposal of applications made in Form STK-2 and all matters related thereto under section 248 having territorial jurisdiction all over India. An application for removing the name of a company from the Register of Companies must be made to the Registrar, Centre for Processing Accelerated Corporate Exit (C-PACE) in Form No. STK-2 (revised format) accompanied by a fee of Rs 10,000/-.

Further, vide notification G.S.R. 354 (E) dated 10 May 2023, MCA provides the clarification that a company shall not file an application for strike off of company unless it has filed overdue financial statements and annual returns, up to the end of the financial year in which the company ceased to carry its business operations.

2. MCA notifies the due date for Form CSR-2 filing for F.Y 2022-23

As per the relevant provisions of Companies (Accounts) Rules 2014, companies which are required to comply with corporate social responsibilities (CSR) activities shall furnish a report on CSR activities in Form CSR-2 to the Registrar as an addendum to the annual returns. However, vide notification G.S.R. 408 (E) dated 31 May 2023, MCA has clarified that for the financial year 2022-2023, Form CSR-2 shall be filed separately on or before 31st March 2024 after filing annual returns by the companies.

3. Introduction of new provisions relating to schemes of merger and amalgamation

MCA vide notification no. G.S.R 367 (E) dated 15 May 2023 has introduced new provisions with regards to objections, suggestions or confirmations orders relating to schemes of merger and amalgamation. With this notification, MCA has amended the timelines of receipt of objections from the Registrar of Companies/ Official Liquidator pursuant to the application made by a company regarding a merger or amalgamation. The notification also prescribes the actions that the Registrar of Companies/ Official Liquidator may take in case of any objection or suggestion to the said application by the company.

4. Relaxation in paying an additional fee in case of delay in filing form DPT-3 (Return of Deposits)

MCA with a General Circular No. 06/2023 dated 21 June 2023, has allowed the Companies to file Form DPT-3 (Return of Deposits) for the Financial Year ended on 31 March 2023 without paying additional fees up to 31 July 2023. The said circular has been issued due to the transition of MCA Portal from version 2 to version 3.

Company Secretarial (CS) compliance for Private Limited Companies

Below is a summary of the compliances that need to be adhered to in the next quarter (July – September 2023):

Particulars	Due Date
Filing of Annual return on Foreign Liabilities and Assets (FLA Return)	15 July 2023
Hold at least one Board Meeting in the quarter July 2023- September 2023	30 September 2023
Director's KYC by every individual who holds DIN (KYC of Directors)	30 September 2023
Hold subsequent Annual General Meeting (AGM) (For companies whose financial year has ended 31 March 2023)	30 September 2023
Form ECB-2 Returns	In case External Commercial Borrowings (ECB), that is, commercial loans are availed by eligible resident entities from recognized non-resident lenders, such resident entities are required to file Form ECB-2 return within seven (7) working days from the closing date of each month.

Updates by the Ministry of Labour and Employment

1. Haryana Government issues guidelines on POSH Act Compliance

As per the Sexual Harassment of Women at Workplace (Prevention, Prohibition and Redressal) Act, employers are required to submit POSH annual report to the District Officer. The POSH Act requires employers to take certain measures to prevent sexual harassment at workplace. This includes setting up of the Internal Complaints Committee (ICC) to deal with the complaints of sexual harassment.

The District of Gurugram of the Govt. of Haryana has issued a notification which provides a Checklist format for the submission of the Annual Reports under the POSH Act. The checklist is divided into four categories of compliances referring to the policies made by the Employer; any notices sharing information about the Act; any workshop on Employee Awareness and Assistance conducted by the employer and the detail of the members of the Internal Committee.

2. Amendment to Maharashtra Professional tax related provisions

As per the relevant provisions of Karnataka Tax on Professions, Trades, Callings and Employment Act, 1976, every man who exercises any profession or calling or is engaged in any trade or is employed in any manner and earns a monthly salary of INR 7,500 to INR 10,000, shall be liable to pay a professional tax of INR 175 per month. Further, for men earning a monthly salary of beyond 10,000, shall be liable to pay professional tax of INR 2,500 per annum.

Further, in case of women whose monthly salaries or wages do not exceed INR 25,000 shall not be subjected to pay any tax. When such salary exceeds INR 25,000 , they shall be liable to a professional tax of INR 2,500 per annum.

Updates by the Maharashtra Industrial Development Corporation

1. Amendment to guidelines regarding obtaining building completion certificate for MIDC plots

The Maharashtra Industrial Development Corporation (MIDC) vide its circular number B00192 dated 12 May 2023 has issued revised guidelines for development of MIDC plot and obtaining Building Completion Certificate (BCC). The circular has amended the timeline for completion of construction, obtaining BCC along with commencement of industrial activity as per the categories of industrial area of the MIDC plot. Further, as per the guidelines it is mandatory to obtain the completion certificate by utilizing 20 per cent of the Floor Space Index during the initial development phase. The amendment also states that the production on the MIDC plot shall only be started after obtaining of BCC.

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